Look anywhere other than the locker belonging to No. 18, Peyton Manning.

From a confused defense that couldn't get off the field to a butterfingered offense that couldn't stay on it to a coaching staff that got outmaneuvered at every turn, the Broncos dug themselves a hole in a 31-21 loss to New England on Sunday. Manning made his usual determined effort to get them out of it, but came up short.

Denver fell to 2-3 and raised a critical question nearly a third of the way into the season: Sure, the Broncos upgraded at quarterback by acquiring Manning in the offseason, but did they take care of the rest?

``There are a lot of what-ifs,'' Manning said after the loss. ``The key is that we learn from them and hopefully we can respond next week with the win.''

A look at Denver's flaws, by the numbers:

-89: Working out of a rapidly moving no-huddle offense, the Patriots ran 89 plays on offense - 23 more than Denver - often snapping the ball before the Broncos defense even got aligned. The Broncos allowed 444 yards and four scoring drives of 80 yards or more. They were down 31-7 late in the third quarter.

``It goes back to what you learn in high school,'' coach John Fox said Monday. ``It's alignment, assignment and responsibility. It all starts with alignment. It's important you get lined up.''

-35: New England set a franchise record with 35 first downs, which was only four short of the NFL record last reached in 1990. The Patriots also held the ball for 35 minutes, 49 seconds.

-17: In the play that summed up the day for Denver, the Broncos allowed New England's Danny Woodhead to run for 18 yards on third-and-17 to extend a touchdown drive that made it 24-7. The play call came courtesy of former Broncos coach Josh McDaniels, now back on the New England sideline as Bill Belichick's offensive coordinator. It was one of 11 third downs the Patriots converted, four of which were on third-and-10 or longer.

``Really, at the end of the day, our third down's been a little bit of a bugaboo throughout this portion of the season,'' Fox said. ``What's most disheartening about that is they weren't all third-and-1s.''

-12: Number of spots the Denver rushing defense fell in one week after the Patriots ran for 251 yards on 54 carries, from ninth to 21st. It's also the number of stops made by Denver's co-leaders in tackles. Those leaders were Michael Adams and Rahim Moore - a pair of safeties, a telltale sign that the opponent's running backs are getting way too far downfield.

-7: Total number of fumbles lost this season by the Broncos, after adding three to the tally on Sunday. Only Kansas City and Philadelphia have lost more. Receiver Demaryius Thomas lost one for the second straight week after a long catch from Manning. It stopped Denver's first drive after Thomas had reached the New England 17. Running back Willis McGahee lost one in the fourth quarter after the Broncos had cut a 24-point deficit to 10 and were at the Patriots 11.

McGahee also dropped an easy catch on fourth-and-1 in the fourth quarter. Broncos running back Knowshon Moreno hasn't been on the active roster on game day since losing a fumble in the second week. Asked if players could lose playing time by dropping the ball too much, Fox declined to ``get into real detail with that, publicly.''

``But we're in a production-based business, and I think everyone understands that and that's part of it,'' Fox said. ``That's not a threat. It's just how the game is. The buck stops here. I can promise you, it will be addressed and we'll get it better.''

-4: Yards to go on third down early in the third quarter when the Broncos chose to hand off to backup running back Lance Ball, who gained a yard. Denver punted and New England went 80 yards on the next drive to make it 24-7. After the game, Fox said there was ``probably not great communication on the down and distance.'' Pressed on the subject Monday, Fox avoided explaining it, simply calling it ``a third-down play that didn't get enough yardage for a first down.''

-4 (Part II): Number of turnovers the Broncos have created in five games. That makes them minus-6 on the takeaway-giveaway ledger, tied for 28th in the NFL.

``Something we say at the beginning of every season is, if you catch all the ones you get your hands on, you'll lead the league in interceptions,'' Fox said. ``We've not scratched the surface on that one yet.''

-1: Despite all these problems, the Broncos are only one game behind San Diego in the AFC West. The Chargers are next on the schedule, next Monday in San Diego.

-0: Number of interceptions Manning has thrown since his three-pick first quarter in the second week against Atlanta. He's thrown for 1,013 yards and eight touchdowns since then. His quarterback ratings in the last three games have been 83.0, 130.0 and 116.2.

Fox didn't field a single question Monday about Manning's arm strength or the state of the quarterback's game. Instead, the questions were about his turnover-prone offense, struggling defense and a handful of coaching decisions.

``We'll remain very focused and positive,'' Fox promised, ``despite the noise on the outside.''

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Notes: LB Keith Brooking suffered a concussion and his status will be updated daily. ... LB Von Miller had two sacks and five more tackles behind the line of scrimmage. ``He's one of our better performers on defense,'' Fox said. ... DE Elvis Dumervil had half a sack but only has three total on the season and has not been the disruptive force resembling the player who led the league with 17 sacks in 2009. ``There's a lot more to playing defensive football, in particular, defensive line play, than just sacks,'' Fox said. ``I don't think that's a problem.''

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